--- schema_version: "secwatch.filing_event.v1" accession: "0001193125-24-049260" form_type: "8-K" ticker: "VTVT" cik: "0001641489" company_name: "vTv Therapeutics Inc." filed_at: "2024-02-28T23:59:59+00:00" generated_at: "2026-06-05T08:58:12.504182+00:00" event_type: "other_material" sentiment: "positive" materiality_score: 0.85 calibrated_materiality_score: 0.85 confidence: "high" source: SEC EDGAR --- # vTv Therapeutics closes $51M private placement to fund Phase 3 study of cadisegliatin ## Summary - Closed $51M private placement with institutional investors (Samsara BioCapital, JDRF T1D Fund) at $11.81/share (45-day VWAP). - Issued 464,377 shares and pre-funded warrants for 3,853,997 shares at $0.01 exercise price. - Proceeds to fully fund first Phase 3 study of cadisegliatin (TTP399) for type 1 diabetes, expected to start mid-2024. - Board reduced from 9 to 7 members; lead investors to designate three directors; Srinivas Akkaraju (Samsara) appointed. - CEO Paul Sekhri's salary increased to $650,000 from $480,000; granted option for 89,212 shares at $11.81. ## SEC filing metadata - accession: 0001193125-24-049260 - form_type: 8-K - ticker: VTVT - cik: 0001641489 - company_name: vTv Therapeutics Inc. - filed_at: 2024-02-28T23:59:59+00:00 - event_type: other_material - sentiment: positive - materiality_score: 0.85 - calibrated_materiality_score: 0.85 - confidence: high - sec_items: 1.01, 5.02, 8.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1641489/000119312524049260/0001193125-24-049260-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1641489/000119312524049260/d754681d8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001193125-24-049260 - JSON: https://secwatch.observer/filing/0001193125-24-049260.json - Plain text: https://secwatch.observer/filing/0001193125-24-049260.txt ## Key facts - Executive change Srinivas Akkaraju was elected as Director at vTv Therapeutics Inc.. - Action: elected - Role: Director source text: Raymond Cheong and Srinivas Akkaraju were each elected as directors of the Company, effective and contingent on the closing of the Private Placement. evidence_url: https://www.sec.gov/Archives/edgar/data/1641489/000119312524049260/0001193125-24-049260-index.htm - Executive change Keith Harris resigned as Director at vTv Therapeutics Inc.. - Action: resigned - Role: Director source text: Keith Harris agreed to resign as a member of the Board and the Audit Committee of the Board, effective following the later of (a) the filing of the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 and (b) the appointment of a director pursuant to Section 7.9(c) of the Securities Purchase Agreement. evidence_url: https://www.sec.gov/Archives/edgar/data/1641489/000119312524049260/0001193125-24-049260-index.htm - Executive change Jonathan Isaacsohn resigned as Director at vTv Therapeutics Inc.. - Action: resigned - Role: Director source text: Jonathan Isaacsohn resigned as a member of the Board evidence_url: https://www.sec.gov/Archives/edgar/data/1641489/000119312524049260/0001193125-24-049260-index.htm - Executive change Hersh Kozlov resigned as Director at vTv Therapeutics Inc.. - Action: resigned - Role: Director source text: Hersh Kozlov resigned as a member of the Board, the Compensation Committee and Nominating and Corporate Governance Committee of the Board, effective and contingent on the closing of the Private Placement. evidence_url: https://www.sec.gov/Archives/edgar/data/1641489/000119312524049260/0001193125-24-049260-index.htm - Executive change John A. Fry resigned as Director at vTv Therapeutics Inc.. - Action: resigned - Role: Director source text: John A. Fry agreed to resign as a member of the Board, the Audit Committee and Nominating and Corporate Governance Committee of the Board and Howard L. Weiner agreed to resign as a member of the Board and the Audit Committee of the Board, effective as of the filing of the Company’s Annual Report on Form 10-K for the year ended December 31, 2023. evidence_url: https://www.sec.gov/Archives/edgar/data/1641489/000119312524049260/0001193125-24-049260-index.htm - Executive change Howard L. Weiner resigned as Director at vTv Therapeutics Inc.. - Action: resigned - Role: Director source text: Howard L. Weiner agreed to resign as a member of the Board and the Audit Committee of the Board, effective as of the filing of the Company’s Annual Report on Form 10-K for the year ended December 31, 2023. evidence_url: https://www.sec.gov/Archives/edgar/data/1641489/000119312524049260/0001193125-24-049260-index.htm - Executive change Raymond Cheong was elected as Director at vTv Therapeutics Inc.. - Action: elected - Role: Director source text: Raymond Cheong and Srinivas Akkaraju were each elected as directors of the Company, effective and contingent on the closing of the Private Placement. evidence_url: https://www.sec.gov/Archives/edgar/data/1641489/000119312524049260/0001193125-24-049260-index.htm - Material Agreements vTv Therapeutics Inc. entered into Registration Rights Agreement with the Purchasers (effective 2024-02-27). - Action: entry - Counterparty: the Purchasers - Effective: 2024-02-27 source text: On February 27, 2024, the Company entered into a registration rights agreement (the “Registration Rights Agreement”) with the Purchasers, pursuant to which the Company agreed to register for resale the Shares and the Warrant Shares held by the Purchasers evidence_url: https://www.sec.gov/Archives/edgar/data/1641489/000119312524049260/0001193125-24-049260-index.htm - Material Agreements vTv Therapeutics Inc. amended G42 Amendment with G42 Investments AI Holdings RSC Ltd (effective 2024-02-27). - Action: amendment - Agreement: equity purchase - Counterparty: G42 Investments AI Holdings RSC Ltd - Effective: 2024-02-27 source text: the Company entered into an amendment to the Common Stock Purchase Agreement with G42 Investments AI Holdings RSC Ltd (“G42”) (the “G42 Amendment”), on February 27, 2024 evidence_url: https://www.sec.gov/Archives/edgar/data/1641489/000119312524049260/0001193125-24-049260-index.htm - Material Agreements vTv Therapeutics Inc. entered into Securities Purchase Agreement with certain institutional accredited investors valued at aggregate gross proceeds of approximately $51.0 million (effective 2024-02-27). - Action: entry - Agreement: equity purchase - Counterparty: certain institutional accredited investors - Value: aggregate gross proceeds of approximately $51.0 million - Effective: 2024-02-27 source text: On February 27, 2024, vTv Therapeutics Inc. (the “Company”) entered into a securities purchase agreement (the “Securities Purchase Agreement”) with certain institutional accredited investors (the “Purchasers”), pursuant to which the Company agreed to issue and sell to the Purchasers in a private placement (the “Private Placement”) (i) an aggregate of 464,377 shares (the “Shares”) of the Company’s Class A common stock, par value $0.01 per share (the “Common Stock”), at a purchase price of $11.81 per share, and (ii) pre-funded warrants (the “Pre-Funded Warrants”) to purchase up to an aggregate of 3,853,997 shares of Common Stock (the “Warrant Shares”) at a purchase price of $11.80 per Pre-Funded Warrant evidence_url: https://www.sec.gov/Archives/edgar/data/1641489/000119312524049260/0001193125-24-049260-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.